Lifestance Health Group (LFST) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 3, 2025, in a fully virtual format to maximize shareholder participation and accessibility.

• Shareholders will vote on director elections, auditor ratification, executive compensation, and other business.

• Notice and proxy materials were distributed on April 23, 2025, with instructions for online, phone, or mail voting.

Voting matters and shareholder proposals

• Shareholders will elect three directors for terms expiring in 2028: Teresa DeLuca, Katherine Wood, and Eric Palmer.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2025 is up for vote.

• Advisory vote on executive compensation for named executive officers is included.

• Shareholder proposals for the 2026 meeting must be submitted by December 24, 2025, for proxy inclusion.

Board of directors and corporate governance

• Board is divided into three classes with staggered three-year terms; classified board structure is maintained for continuity and stability.

• Sponsor investors (TPG, Summit, Silversmith) have director nomination rights based on ownership levels.

• Board committees include audit, compensation, nominating/governance, and quality/compliance.

• Board leadership roles separated in 2025: Kenneth Burdick as Executive Chairperson, David Bourdon as CEO.

• Eight of eleven directors are independent under Nasdaq rules.